Common use of Certificate of Adjusted Purchase Price or Number of Shares Clause in Contracts

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, and shall not be deemed to have knowledge of, any adjustment unless and until it shall have received such a certificate.

Appears in 5 contracts

Samples: Rights Agreement (Acco Brands Corp), Rights Agreement (Acco World Corp), Rights Agreement (Mindspeed Technologies Inc)

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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofand Section 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief written statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or and the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation liability with respect to, to and shall not be deemed to have knowledge of, any of such adjustment or event unless and until it shall have received such a certificate.

Appears in 4 contracts

Samples: Rights Agreement (Waddell & Reed Financial Inc), Rights Agreement (Lenox Group Inc), Rights Agreement (Particle Drilling Technologies Inc/Nv)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the calculations and facts accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent and with each transfer agent for the Common Preferred Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 4 contracts

Samples: Rights Agreement (Anchor Glass Container Corp /New), Rights Agreement (Anchor Glass Container Corp /New), Rights Agreement (Anchor Glass Container Corp /New)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or Shares and the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, Certificate and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificateCertificate.

Appears in 3 contracts

Samples: Rights Agreement (Federal Signal Corp /De/), Rights Agreement (Federal Signal Corp /De/), Rights Agreement (Federal Signal Corp /De/)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief brief, reasonably detailed statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall not have no any duty or obligation liability with respect to, thereto and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 3 contracts

Samples: Benefits Preservation Plan (CarParts.com, Inc.), Tidewater (Tidewater Inc), Benefits Preservation Plan (CarParts.com, Inc.)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made occurs as provided in Section 11 or 13 hereof, the Company Trust shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 3 contracts

Samples: Rights Agreement (Archstone Smith Trust), Rights Agreement (Archstone Smith Operating Trust), Rights Agreement (Archstone Communities Trust/)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or Section 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, adjustment and a brief statement of the facts and computation and accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, and shall not be deemed to have knowledge of, any such adjustment unless and until it shall have received such a certificate.

Appears in 3 contracts

Samples: Rights Agreement (Uti Energy Corp), Rights Agreement (Prima Energy Corp), Rights Agreement (Ilex Oncology Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained therein, and shall have no duty or obligation with respect to, and shall not be deemed to have knowledge of, any adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (W R Grace & Co), Rights Agreement (Grace Specialty Chemicals Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, hereof the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect tocontained, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Shareholder Rights Agreement (Philips International Realty Corp), Shareholder Rights Agreement (Philips International Realty Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the calculations and facts accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Trans World Entertainment Corp), Rights Agreement (Trans World Entertainment Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereofand 13, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Anadigics Inc), Rights Agreement (Anadigics Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 23 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect to, and responsible for calculating any adjustment nor shall not it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Tetra Technologies Inc), Rights Agreement (Aronex Pharmaceuticals Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief brief, reasonably detailed statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof24. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall not have no any duty or obligation liability with respect to, thereto and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Tax Benefits Preservation Plan (Tetra Technologies Inc), Tax Benefits Preservation Plan (Tetra Technologies Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect tocontained, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Smithfield Foods Inc), Rights Agreement (Smithfield Foods Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect toresponsible for calculating any adjustment, and nor shall not it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificatecertificate from the Company.

Appears in 2 contracts

Samples: Rights Agreement (Freds Inc), Rights Agreement (Freds Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, any adjustment or any such event unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Softnet Systems Inc), Rights Agreement (Gen Probe Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofand Section 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief written statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or and the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereofand Section 26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation liability with respect to, to and shall not be deemed to have knowledge of, any of such adjustment or event unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Supermedia Inc.), Rights Agreement (Capital Senior Living Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect tocontained, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Louisiana Pacific Corp), Agreement (CSX Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofthis Agreement, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief but detailed statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each the transfer agent for the Common Stock or the Preferred Shares a copy of such certificate and (c) at any time after the Distribution Date, mail a brief summary thereof to each registered holder of record of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, thereto and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Shareholder Rights Agreement (Cel Sci Corp), Shareholder Rights Agreement

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereofand 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect tocontained, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Trinet Corporate Realty Trust Inc), Rights Agreement (Trinet Corporate Realty Trust Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, any such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Pharmchem Laboratories Inc), Rights Agreement (Pharmchem Laboratories Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 26 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement adjustments therein contained and shall have no duty not be obligated or obligation with respect to, and responsible for calculating any adjustment nor shall not the Rights Agent be deemed to have knowledge of, any of such adjustment unless and until it the Rights Agent shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Insituform Technologies Inc), Rights Agreement (Insituform Technologies Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Rights Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, any adjustment or any such event unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Nanophase Technologies Corporation), Rights Agreement (Nanophase Technologies Corporation)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 23 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect to, and responsible for calculating any adjustment nor shall not it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificate.

Appears in 2 contracts

Samples: Rights Agreement (Friede Goldman International Inc), Rights Agreement (Basic Energy Services Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company Corporation shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect tocontained, and shall not be obligated or responsible for calculating any adjustment, nor shall it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Optical Cable Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the computations and facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Cancervax Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the calculations and facts accounting for such adjustmentadjustment and the adjusted Purchase Price, (b) promptly file with the Rights Agent and with each transfer agent for the Junior Preferred Stock and the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Atlas Air Worldwide Holdings Inc)

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Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect to, and responsible for calculating any adjustment nor shall not it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Bell Industries Inc /New/)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares a copy of such certificate and (c) mail cause to be mailed a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Teekay Corp)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, any adjustment or any such event unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Siebel Systems Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof (if so required under Section 25 hereof). The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Maxwell Technologies Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereofand Section 13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, adjustment and a brief written statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or and the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation liability with respect to, to and shall not be deemed to have knowledge of, any of such adjustment or event unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Idearc Inc.)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect toresponsible for calculating any adjustment, and nor shall not it be deemed to have knowledge of, any of such an adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Valero Refining & Marketing Co)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof11, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief brief, reasonably detailed statement of Table of Contents the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Warrior Met Coal, Inc.)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Rights Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty not be obligated or obligation with respect to, and responsible for calculating any adjustment nor shall not it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Anicom Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof26. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation with respect to, to and shall not be obligated or responsible for calculating any adjustment nor shall it be deemed to have knowledge of, any of such adjustment unless and until it shall have received such a certificate. Section 1.

Appears in 1 contract

Samples: Rights Agreement (New Nisource Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Conexant Systems Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the computations and facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Aclara Biosciences Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Novametrix Medical Systems Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on in any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have any knowledge of, of any adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Pmi Group Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or and 13 hereof, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief written statement of the facts accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock or and the Preferred Shares Stock a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation liability with respect to, to and shall not be deemed to have knowledge of, any of such adjustment or event unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Texas Industries Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 12 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement contained therein contained and shall have no duty or obligation liability with respect to, and shall not be deemed to have knowledge of, of any such adjustment or any such event unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Benefits Preservation Plan (Capitol Bancorp LTD)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section 11 or 13 hereof, the Company shall promptly (a) prepare a certificate setting forth such adjustment, and a brief statement of the facts accounting for such adjustment, (b) file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right in accordance with Section 25 hereof. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any 39 43 adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Rockwell Semiconductor Systmes Inc)

Certificate of Adjusted Purchase Price or Number of Shares. Whenever an adjustment is made as provided in Section Sections 11 or 13 hereof13, the Company shall promptly (a) promptly prepare a certificate setting forth such adjustment, and a brief statement of the facts and computations accounting for such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Common Stock Shares or the Preferred Shares a copy of such certificate and (c) mail a brief summary thereof to each registered holder of a Right Certificate in accordance with Section 25 hereof25. The Rights Agent shall be fully protected in relying on any such certificate and on any adjustment or statement therein contained and shall have no duty or obligation with respect to, to and shall not be deemed to have knowledge of, of any such adjustment unless and until it shall have received such a certificate.

Appears in 1 contract

Samples: Rights Agreement (Advanced Medical Optics Inc)

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